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                                                           January 23, 2025

William McCamey
Chief Financial Officer
Atlanticus Holdings Corporation
Five Concourse Parkway, Suite 300
Atlanta, GA 30328

       Re: Atlanticus Holdings Corporation
           Form 10-K for Fiscal Year Ended December 31, 2023
           Response Dated November 22, 2024
           File No. 001-40485
Dear William McCamey:

        We have reviewed your November 22, 2024 response to our comment letter
and have
the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.
Unless we note otherwise, any references to prior comments are to comments in
our October
28, 2024 letter.

Form 10-K for Fiscal Year Ended December 31, 2023
Business, page 1

1.     We note your response to prior comment 2 and your disclosure in the
Private Label
       Credit section on page 29 in your September 30, 2024 Form 10-Q. Please
address the
       following:
           Tell us whether your fair value measurement of private label credit
products uses
           the promotional and other below market terms offered to consumers by
           merchants.
           Tell us whether your fair value measurement of private label credit
products
           considers merchant fees that offset the below market terms and which
is
           recognized in revenue at the purchase date. If so, please tell us
why since it
           appears that a market participant would not receive these fees.
 January 23, 2025
Page 2


2.     We note your response to prior comment 2 and your disclosure in the
Private Label
       Credit and General Purpose Credit Cards sections on page 29 in your
September 30,
       2024 Form 10-Q which indicate that no gain or loss is recognized when
you purchase
       a private label credit product. Please provide us an illustrative
example with
       supporting commentary of the accounting entries related to the purchase
of a typical
       private label receivable to allow us to better understand the fair value
measurements,
       the items recognized on your balance sheet and the resulting impact on
your income
       statement. Noting your statement that no gain or loss is recognized,
please clarify
       whether the immediate gain recognized from merchant fees is offset by a
loss from the
       fair value measurement of a receivable with below market terms. If the
fair value
       measurement is negative at recognition, please revise your disclosure to
more clearly
       explain this.


3.     We note your response to prior comment 2. Noting that you purchase the
receivable
       from your bank partner and you analogize to ASC 310-20 and believe that
merchant
       fees are loan origination fees, please tell us how you considered the
guidance in ASC
       310-20-25-22 and -23 which states that designation of a fee as an
origination fee for a
       loan that is purchased is inappropriate because a purchased loan has
already been
       originated by another party.


Management's Discussion and Analysis of Financial Condition and Results of
Operations
Changes in fair value of loans, page 25

4.     We note your response to prior comment 9 and revised disclosure in the
 Changes in
       fair value of loans    section on page 29 of the September 30, 2024 Form
10-Q.
       Considering that    Changes in fair value of loans    typically includes
two material
       items as disclosed in the fair value rollforward on page 14, please
revise this
       disclosure in future filings to separately quantify and discuss each
material
       component such as    Changes in fair value of loans at fair value,
included in earnings
       and    Change in fair value due to principal, finance, and fee
charge-offs.


Critical Accounting Estimates - Measurements for Loans at Fair Value, page 37

5.     We note your response to prior comment 11. Your responses indicate that
you include
       expected subsequent purchases in your fair value measurements for
receivables.
       Please tell us the amount of fair value related to expected subsequent
purchases
       included in    Loans at fair value    as of December 31, 2023 and
September 30, 2024.
       Additionally, please tell us how you considered whether your contractual
       obligation/right to purchase future receivables generated from the
underlying account
       meets the definition of a financial asset in the ASC 310.
 January 23, 2025
Page 3


Note 6. Fair Values of Assets and Liabilities, page F-16

6.     We note your response to prior comment 15. To comply with the disclosure
       requirement in ASC 825-10-50-30.c, please tell us how you considered the
guidance
       in ASC 825-10-45-5 that indicates that an entity may consider the
portion of the total
       change in fair value that excludes the amount resulting from a change in
a base market
       risk, such as a risk-free rate or a benchmark interest rate, to be the
result of a change
       in instrument-specific credit risk.


        Please contact William Schroeder at 202-551-3294 or Michael Volley at
202-551-
3437 if you have questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Finance
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